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Code of Ethics

Set of ethical and moral principles underlying the activities of Proramillenote SRL

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Purpose and Recipients

The Code of Ethics of Proramillenote SRL is a binding document for the directors, all employees, and collaborators of the company. It outlines the ethical and moral principles that guide the organization's daily activities, promoting a corporate culture based on strong values such as integrity, respect, and responsibility. The fact that it has been approved by the Board underscores the company's commitment to creating and maintaining a work environment that is not only productive but also ethical and respectful.

This Code of Ethics has been approved by the Board of Directors of Proramillenote SRL.

This Code of Ethics (hereinafter, the ‘Code’) outlines the set of ethical and moral principles that underpin the activities of Proramillenote SRL (hereinafter, the ‘Company’), as well as the behavioral guidelines adopted by the Company both internally (in relations between employees) and externally (in relations with institutions, suppliers, customers, business partners, political and trade union organizations, as well as the media—hereinafter, the ‘Stakeholders’).

Adherence to these principles is of fundamental importance for achieving the corporate mission of Proramillenote SRL and ensuring its reputation within the socio-economic context in which it operates.

At the outset, it should be noted that Proramillenote SRL firmly believes that every activity must be conducted ethically, in alignment with the principle enshrined in Article 41 of the Constitution, which states that private economic initiative ‘cannot be conducted in conflict with the public interest or in a way that harms safety, freedom, or human dignity.’

This Code is binding for the directors and employees of Proramillenote SRL, as well as for all those who work and collaborate, either permanently or temporarily, on behalf of the Company (hereinafter, the ‘Recipients’).

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Contents

General
principles

Legality

Fairness

Non-discrimination

Confidentiality

Diligence

Loyalty

The conduct of the Recipients, at all corporate levels, is based on the principles of legality, correctness, non-discrimination, confidentiality, diligence, and loyalty.

Legality
Proramillenote SRL operates in absolute compliance with the law and this Code. All Recipients are therefore required to observe all applicable regulations and to constantly update themselves on legislative developments, also taking advantage of the training opportunities offered by Proramillenote SRL. The Company considers the transparency of financial statements and accounting a fundamental principle for the exercise of its activities and for the protection of its reputation.

Correctness
The correctness and moral integrity are an unbreakable duty for all Recipients. Recipients are required not to establish any privileged relationship with third parties that is the result of external solicitations aimed at obtaining undue advantages. In carrying out their activities, Recipients must not accept donations, favors, or benefits of any kind (except for items of modest value) and, in general, must not accept any counterpart in order to grant advantages to third parties in an improper manner. Likewise, Recipients must not make monetary donations or provide goods to third parties or offer any illicit benefits or favors (except for items of modest value or authorized commercial courtesy gifts from the Company) in connection with the activities they perform for the benefit of Proramillenote SRL. The intrinsic conviction of acting in the Company’s interest does not exempt Recipients from the obligation to promptly observe the rules and principles of this Code.

Non-discrimination
In relations with Stakeholders and particularly in the selection and management of personnel, in work organization, in the selection and management of suppliers, as well as in relations with Entities and Institutions, Proramillenote SRL avoids and repudiates any discrimination concerning age, sex, race, sexual orientation, health status, political and union opinions, religion, culture, and nationality of its interlocutors. At the same time, Proramillenote SRL promotes integration, encouraging intercultural dialogue, the protection of the rights of minorities, and vulnerable individuals.

Confidentiality
Proramillenote SRL is committed to ensuring the protection and confidentiality of the personal data of Recipients and Stakeholders, in compliance with all applicable regulations regarding personal data protection. Recipients are required not to use confidential information obtained in the course of their work for purposes unrelated to the exercise of that activity and, in any case, to always act in accordance with the confidentiality obligations assumed by Proramillenote SRL towards all Stakeholders. In particular, Recipients must maintain the highest confidentiality regarding documents that may reveal know-how, transport information, commercial information, and corporate operations.

Diligence
The relationship between Proramillenote SRL and its employees is based on mutual trust: employees are therefore required to act in favor of the company’s interests, in line with the values of this Code. Recipients must refrain from any activity that may create a conflict with the interests of Proramillenote SRL, renouncing the pursuit of personal interests that conflict with the legitimate interests of the Company. In cases where a potential conflict of interest may arise, Recipients are required to promptly refer to their hierarchical superior so that the company can evaluate and, if necessary, authorize the potentially conflicting activity. In the event of a violation, the Company will adopt any measures necessary to eliminate the conflict of interest, reserving the right to take action for its own protection.

Loyalty
Proramillenote SRL and the Recipients commit to fostering fair competition, in compliance with national and EU regulations, aware that virtuous competition constitutes a healthy incentive for innovation and development processes, while also protecting the interests of consumers and the community.

Relations and Collaborators

Personnel selection

Personnel management

Personnel Selection
The evaluation and selection of personnel are conducted with fairness and transparency, respecting equal opportunities to align the needs of Proramillenote SRL with the professional profiles, ambitions, and expectations of the candidates.

Proramillenote SRL commits to taking all necessary measures to avoid any form of favoritism in the personnel selection process by using objective and merit-based criteria, respecting the dignity of the candidates, and ensuring the company’s proper functioning.

The hired personnel, even through the implementation of this Code, receive clear and accurate information about roles, responsibilities, rights, and duties of the parties involved.

Personnel Management
Proramillenote SRL protects and values its human resources, striving to maintain the necessary conditions for professional growth, knowledge, and skills of each person, providing appropriate training for professional updates and any initiatives aimed at pursuing this objective.

Proramillenote SRL encourages employee participation in the company life, providing participatory tools to gather opinions and suggestions from workers, ensuring their fullest participation.

While maintaining the utmost availability towards the Company, no employee can be compelled to perform tasks, services, or favors not required by their employment contract and role within the company.

The Company is firmly committed to combating incidents of mobbing, stalking, psychological violence, and any discriminatory behavior or conduct that is harmful to personal dignity both inside and outside company premises.

Relationships among employees must be conducted with loyalty, fairness, and mutual respect, in adherence to the values of civil coexistence and personal freedom.

Business management

Compliance with internal procedures.

Accounting management.

Protection of assets.

Communication

Compliance with Internal Procedures Proramillenote SRL considers managerial efficiency and a culture of control as essential elements for achieving its objectives. Recipients are required to strictly comply with the company’s internal procedures and instructions. They must act according to their respective authorization profiles and maintain adequate documentation to track the actions taken on behalf of the company.

Accounting Management
In accounting management activities, recipients are expected to act in accordance with the principles of truthfulness, accuracy, and transparency, to protect Proramillenote SRL’s reputation both internally and externally. Adhering to these principles also allows the company to plan its operational strategies based on its real economic and financial situation. Therefore, all entries in the accounts must be supported by complete, clear, and valid documentation, avoiding any form of omission, falsification, and/or irregularities. In the case of assets or economic elements based on valuations and estimates, the recording should be guided by criteria of reasonableness and prudence.

Protection of Assets
Recipients perform their functions aiming to optimize and contain the use of company resources. They are required to correctly apply security provisions to protect hardware devices from unauthorized access, which could seriously compromise the rights to personal data protection of the staff and customers of Proramillenote SRL.

Communication
Proramillenote SRL provides Stakeholders with appropriate communication tools through which they can interact with the company to submit requests, seek clarifications, or file complaints.Proramillenote SRL promotes effective corporate communication connecting the company with civil society, aiming to understand the community’s needs and aspirations and to disseminate its values and mission. The information distributed to Stakeholders is complete and accurate to allow recipients to make informed and conscious decisions. Proramillenote SRL’s advertising respects ethical values, protecting minors and rejecting vulgar or offensive messages.

Relations with external parties.

Relations with Authorities and Public Administrations.

Relations with political and trade union organizations.

Relations with customers and suppliers.

Relations with Authorities and Public Administrations
Relations with Authorities and Public Administrations must be characterized by the utmost clarity, transparency, and cooperation, fully respecting the law and adhering to the highest moral and professional standards. Recipients, unless expressly authorized, may not engage with Authorities and Public Administrations on behalf of Proramillenote SRL. In dealings with Public Officials, Public Service Appointees, and Public Administration in general, authorized recipients shall adhere to the highest levels of correctness and integrity, refraining from any form of pressure, whether explicit or veiled, aimed at obtaining any undue advantage for themselves or for Proramillenote SRL. In this regard, authorized recipients shall strictly observe the provisions of this Code, as well as, more generally, the directives issued by the management of Proramillenote SRL.

Relations with Political and Trade Union Organizations
Proramillenote SRL does not favor or discriminate against any political or trade union organization. The Company refrains from providing any undue contributions in any form to parties, unions, or other social formations, except for specific exemptions and always within the limits permitted by current regulations. Recipients are required to refrain from any direct, indirect, or implied pressure towards political figures or trade union representatives.

Relations with Customers and Suppliers
Recipients interact with third parties with courtesy, competence, and professionalism, believing that their conduct is crucial in protecting the image and reputation of the company and, consequently, achieving business objectives. In particular, recipients must refrain from any form of unfair or misleading behavior that could lead customers or suppliers to rely on unfounded facts or circumstances. Recipients are obligated to consistently strive to provide timely and high-quality services to customers, aiming to minimize any form of disruption or delay in order to maximize customer satisfaction. Relations with suppliers are based on loyalty, fairness, and transparency. Supplier selection is made based on objective criteria of cost-effectiveness, appropriateness, and efficiency. Choosing suppliers based purely on subjective and personal grounds, or due to conflicting interests with those of the company, is prohibited. Recipients must take all possible measures to ensure that suppliers and customers also adhere to the fundamental ethical principles outlined in this Code.

Internal control system

Compliance with internal procedures

Accounting

Protection

Communication

Internal Control System
The internal control system is aimed at adopting tools and methodologies designed to counteract potential business risks, in order to ensure compliance not only with the law but also with internal provisions and procedures. In fact, the violation of the principles set forth in the Code and the procedures indicated in the internal controls compromises the trust relationship between the Company and its directors, employees, consultants, various collaborators, customers, suppliers, and business and financial partners. Such violations will therefore be promptly and decisively pursued by Proramillenote SRL through the adoption of appropriate and proportionate disciplinary measures. The effects of violations of the Ethical Code and internal protocols must be taken into account by all those who, in any capacity, have relations with Proramillenote SRL.
Depending on the severity of the conduct exhibited by the person involved in one of the illicit activities outlined in the Code, Proramillenote SRL will promptly take the necessary measures, regardless of any possible criminal action by the judicial authority.

Notwithstanding the above, behaviors in violation of the Ethical Code constitute a serious breach for employees (workers, employees, executives, and managers) and are penalized with sanctions applied according to their severity, as provided for by the applicable national collective labor agreement (verbal warning, written warning, fine, suspension from work and pay, dismissal for just cause or justified reason).

In the event of pending criminal action or the execution of a personal liberty restriction measure taken against the employee, before adopting the disciplinary measure, the sanction of suspension from service and pay may be imposed, for a duration corresponding to the outcome of the criminal action or until the expiration of the personal liberty restriction measure.

The identification and application of sanctions will always take into account the general principles of proportionality and appropriateness concerning the violation in question.

In all of the aforementioned cases, Proramillenote SRL also reserves the right to take any actions deemed appropriate to seek compensation for damages suffered as a result of conduct in violation of the Ethical Code.

Il sistema sanzionatorio

Guidelines

Guidelines for the Sanctioning System
Compliance with the provisions of this Code is entrusted to the prudent, reasonable, and careful supervision of each Recipient, within their respective roles and functions within the company.

All recipients are encouraged to report to their direct superiors any facts and circumstances that may conflict with the principles and provisions of this Code.

The management of Proramillenote SRL and the designated bodies take all necessary measures to put an end to any violations, being able to resort to any disciplinary measures in accordance with the law and the rights of workers, including trade union rights.

Last updated:12/10/2024